Veritone Inc.

07/16/2026 | Press release | Distributed by Public on 07/16/2026 14:53

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Steelberg Ryan
2. Issuer Name and Ticker or Trading Symbol
Veritone, Inc. [VERI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
PRESIDENT AND CEO
(Last) (First) (Middle)
C/O VERITONE, INC., 5291 CALIFORNIA AVE., SUITE 350
3. Date of Earliest Transaction (Month/Day/Year)
07/14/2026
(Street)
IRVINE, CA 92617
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/14/2026 A 925,000(1) A $ 0 2,200,868 D
Common Stock 581,474 I The RSS Living Trust, dated April 6, 2012(2)
Common Stock 2,003,349 I RVH, LLC(3)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Unit (4) 07/14/2026 A 925,000 (4) 07/14/2036 Common Stock 925,000 $ 0 925,000 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Steelberg Ryan
C/O VERITONE, INC.
5291 CALIFORNIA AVE., SUITE 350
IRVINE, CA 92617
X PRESIDENT AND CEO

Signatures

/s/ Craig Gatarz, Attorney-in-Fact 07/16/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Consists of RSUs representing the right to receive shares of the issuer's common stock upon vesting. One-third of the RSUs vest on each of July 7, 2027, July 7, 2028 and July 7, 2029, subject to the reporting person's continuous service with the issuer on each date.
(2) Reporting person is the trustee of The RSS Living Trust dated April 6, 2012 and, as such, reporting person may be deemed a beneficial owner of such shares. Reporting person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
(3) Shares are held by RVH, LLC, a limited liability company. Reporting person is the sole manager and member of RVH, LLC.
(4) Consists of performance stock units representing the contingent right to receive shares of the issuer's common stock upon vesting. Performance stock units representing shares of the issuer's common stock vest in three substantially equal installments upon the achievement of milestone stock price goals of $1.8825 per share, $3.7650 per share and $5.6475 per share (each, a "Milestone Price") within specified performance periods, as certified by the compensation committee of the issuer's board of directors. Achievement of each Milestone Price is measured using the volume-weighted average closing price of the issuer's common stock over the 90-calendar day period ending on the last day of the applicable performance period.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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